Maybe it was pulling down the gym coach's shorts that started it all. If
that's true, it was the smartest prank Bernie ever pulled.

Bernie, a tall, skinny, gangly white kid with a head of red cotton wool, was
the champion goof-off of Walt Whitman High. He didn't have a great deal of
concern about his regular classes, but he actively disliked gym.

With the coach, the feeling was mutual. So when Bernie pantsed him, the coach
sent Bernie on 10 extra laps around the gym, and then made him clean up the
bleachers and stack towels. By the time he was done, he'd worked almost clear
through his lunch period.

Bernie was feeling pretty punk when he dragged his sorry behind into the
boys' locker room. It was deserted, with just a few soggy towels puddling on
the floor and the odd jockstrap or two dangling from lockers. Bernie twiddled
and spun the lock on his own locker several times before it would finally
come loose. He stripped off his sweaty shorts, jock and T-shirt and stuffed
them into the top of the tiny metal box before trudging off to the showers,
flip-flopping in his sandals across the slippery tiles. He picked a shower
all the way in the back, the one that most reliably gave hot water, and
twisted the knob to full blast.

=== === === ===

Liz McIntyre, a shapely black woman, stopped short on the cinder track and
sucked in a bushel of air greedily while a troupe of young girls pounded past
her. After the last of the herd had thundered past, Alice Johnson skidded to
a halt beside her and reached out to her.

"Liz? Liz, are you OK?"

The older woman got her breathing under control and turned to her young
friend.

"Y-yes, I th-think so," Liz puffed out. "Whew, that was a workout. How many
miles did we run?"

"Just three," Alice said perkily. "How about a couple more?" Alice was just a
year out of college, giving her at least a decade on Liz. While her face was
a bit red from the workout, Alice was breathing evenly and, as usual, smiling
broadly.

Liz looked up at her and groaned. Alice got the message and she put her arm
around Liz and joined her in walking back toward the school.

Liz, a guidance counselor, had let Alice, the new English teacher, convince
her that they needed to get some regular exercise. Liz's idea of regular
exercise was a nice brisk walk once in a while, but by the time Alice got
around to explaining her plan to run the track with one of the girls' gym
classes, it was too late to protest. From the grimace showing through the
sweat pouring down her face, it was clear she now regretted the decision even
more.

Liz was so worn out that she insisted they stop just outside the school and
rest on the steps. It was a shaded spot, and with a cool breeze it wasn't
long before she felt almost as perky as her young friend. Almost, of course
-- no one over 22 ever felt THAT perky again.

But as they turned to go into the school, the herd of young girls came
marching up behind them.

"Great," Liz said, looking behind her. "Just what I need, a shower room full
of teenagers. Child, I am NOT going to take a shower with that group."

"But, Liz," Alice said, pressing against the wall as the girls trooped past,
"I can't go into class like this! And I have my honors seniors next period --
I have to shower now!"

"No problem," Liz said. "We'll use the coach's shower." She led Alice down to
the private room and pushed open the door partway when a bellow stopped her.

"Hey! Who's there?" The voice was unmistakably male.

"Hey, coach, it's Liz McIntyre! I need to take a shower!"

"Well, you can come on in, but I ain't going to be out of here for another
10 minutes," the voice boomed as tendrils of steam began to curl around the
half-opened door. "It's on the schedule."

Liz slammed the door and stalked down the hallway, swinging the duffel bag
with their clothes.

"Now what?" Alice said, running to catch up with her.

Liz said nothing. She walked quickly down the hallway and then made an abrupt
turn, pushing open a pair of double doors.

"Liz! You can't go in there!" Alice tugged at her friend's T-shirt. "Liz,
this is the boy's locker room! They'll kill us if they find out!"

"Look, there's no boy's gym class this period, and we'll be out before the
next one starts. I am going to have my shower. If you don't want to join me,
that's your business." She sniffed daintily. "Wow, this place really does
smell as bad as they say."

Shrugging her shoulders, Alice joined Liz in stripping off her clothes and
piling them up on a bench next to their duffel bag.

Liz had a smooth, cocoa-brown body, with long legs and full breasts. Alice
sneaked a peek at her friend's body admiringly. Her own creamy white skin
seemed far less exotic and alluring, and she felt pudgy alongside Liz's taut
limbs even though she preferred to think of herself as full-figured. At least
she was young enough to still have firm breasts, jutting straight out from
her chest and ending in eraser-sized nipples made erect by rubbing against
the cotton T-shirt. Liz's breasts were bigger, but age had drawn them down
slightly. Even so, Alice noted ruefully, there was no denying the attraction
of the huge dark circles of puckered skin that surrounded the nipples, even
bigger than her own.

As Alice looked away, Liz did some peeking of her own. She had agreed to this
exercise thing in the first place in hopes of reducing the one body part she
hated, the wide ass that had earned her the nickname "Aircraft Carrier" back
in college. Through diligent effort she'd knocked it down since then, but she
feared the tide of time. She looked over Alice appraisingly, noting that the
younger woman's behind, although no smaller than her own, seemed more in
proportion to Alice's body. She grimaced.

As they neared the showers they could hear water running, but neither one
thought much about it. A couple of times when they'd played tennis together
after school they'd hit the girls' showers only to find someone had left the
water running. Thinking of forgetful students reminded Alice of a girl in one
her morning classes who'd forgotten her homework three days running, and she
began to ask Liz for advice about it as they turned the corner into the
shower room.

=== === === ===

Bernie was facing the showerhead, rinsing off the last of the soapsuds, when
he heard a gasp. He spun around quickly, droplets of water spraying off his
hair.

At first he was so surprised to see someone else in the showers that he
didn't even register that they were women.

"Hey!" he said, and his voice cracked. He tried again. "Hey, what are...
yiiipes!" Those tits! Those were ...

He slapped his hands down over his crotch and backed up against the tile
wall. The women looked as surprised as he felt, but instead of covering
themselves they had flung their hands wide, giving him a clear view of their
ample breasts, the tufts of hair above their cunts, their smooth legs.

"Bernie!" The name came out as a single outburst, both women speaking at the
same time. "What are you..."

That time only the dark-skinned woman spoke. That voice! Bernie forced his
eyes up to their faces. "Miss McIntyre! Miss Johnson? What are you doing
here?" Without thinking, Bernie lifted his hands from his crotch and walked
toward them. "This is -- geez, I didn't go into the girls' locker room, did
I? Hey, wait, no, I found my locker, so this must be ..."

=== === === ===

Liz and Alice stared at Bernie. Strangely, he didn't look as skinny out of
his clothes as in them; perhaps he deliberately chose clothes a size too big.
And as he walked toward them, their eyes were drawn down toward... that
certainly wasn't skinny. His cock stood out and jiggled as he walked, looking
at least eight inches long and almost fully erect.

Alice blushed and pulled her eyes away. "Liz, we -- Liz!"

The older woman started and turned toward Alice. "Huh? uh, uh -- " She turned
toward Bernie again, who had stopped and seemed to once again realize they
were women; he didn't seem to know what to do with his hands, though. "Uh,
Bernie," she went on, crossing her arms in front of her chest. "We're sorry
for barging in like this. We..."

"We didn't know anyone was here," Alice finished for her. The younger woman
took a step back and tugged on her friend's shoulder. "But we were just
leaving."

"Look, you don't have to go," Bernie said, and then he blushed deeply. "I
mean, I'll go. I..." As he spoke, he waved his arms around. His hand slapped
against the showerhead, directing the spray across the room, splashing across
the teachers' legs.

Liz jumped back, jostling Alice.

Impulsively, the younger woman reached out and cranked open the tap nearest
her, quickly pointing the showerhead to send a jet of cold water splattering
across the floor toward the tall young boy. "Take that," Alice said.

Bernie leaped away as the cold water hit his flesh. "Hey! What do you think
you're doing?" As he shouted, he cranked open another tap and lifted his hand
to the showerhead, squeezing the spray into a narrow, forceful stream that
shot across Liz's belly and drilled down Alice's crotch.

Now Liz moved toward him, opening two taps at once and flicking her hands to
splash Bernie in the face. He ducked and ran toward another tap; as he turned
to open it Alice hit him in the ass with an icy blast. Then Bernie got his
showerheads going full blast and sent a spray toward Alice. While he held her
at bay, though, Liz circled around him and caught him from the side with a
lukewarm stream.

Soon jets of water were shooting all over the room, splashing and splattering
against the tile walls and floor while the women and Bernie laughed and
giggled.

They maneuvered around the room, running from showerhead to showerhead,
Bernie always being outflanked by the two women.

Then Liz made a miscalculation, zigging when she should have zagged, and ran
right into a stream of water that hit her full in the face. As she tried to
get out of the way she slipped on the wet floor. Bernie grabbed her and
helped her regain her balance, bringing her back to her feet just inches away
from his naked body.

"That was no fair," Liz said, laughter dancing in her eyes as she shook her
head, spraying water all around.

"Yeah," Bernie said, smiling. "What are you going to do about it?"

Alice was running over to another showerhead when she stopped short as she
saw Liz reach up and put her arms around Bernie's neck, pulling the boy down
to her and kissing him soundly.

While Alice looked on, stunned, Liz pressed herself tightly to the boy's
naked frame. Her tongue shot into his mouth as her arms groped at his sides,
her dark flesh standing out sharply against his paleness.

"Liz! -- Liz, I don't think..." Alice protested weakly.

Liz paid no attention. Instead, she broke the kiss, but only to push Bernie
back against the wall. Then Liz slid down, fluttering kisses down the boy's
chest and stomach. When she was on her knees before him, she took his stiff
cock in her hands, rubbing it against her wet cheek as she looked up at him.

=== === === ===

Bernie wasn't sure how all this had happened. He had fought back
instinctively when Miss Johnson hit him with the cold spray, and through all
their horseplay he was too busy ducking and running to realize that he was in
the shower with two naked women -- two naked teachers, in fact.

But now time seemed to be standing still as he looked into Miss McIntyre's
eyes, wide with lust, as his cock poked at her cheek. His heart was already
pounding from all the running around, and now he was afraid it would burst
out of his chest.

"Do you want to do this?" Miss McIntyre's soft voice floated up to him.

Did he want to do this? Was she crazy? Did he want some sexy black woman
deep-throating his cock? What could he say? "Gee, no, if it's all the same to
you I'll pass?"

Of course he wanted this. The words tumbled out of him so fast they got all
jumbled and he tried to start over, but it wasn't necessary.

A warm force pressed around the head of his cock. As Bernie watched, Miss
McIntyre opened her thick, dark lips and slipped his shaft inside her mouth.
Slowly, achingly slowly, she slid her lips down his cock, until he could feel
the tip pressing against the back of her throat. An inch or two was still
outside her mouth, and the teacher slipped her forefinger and thumb around
it, rubbing gently.

Bernie swallowed hard. The sight of his dick disappearing into Miss
McIntyre's mouth almost made him cum immediately, but he bit his lip and held
back. She began to slide her lips up and down his shaft. Bernie reached down
and caressed her smooth, dark skin. "Th-that's terrific, Miss McIntyre," he
managed to get out. In reply, she only purred. The sound vibrated against his
schlong, sending him over the edge.

Damn, he thought to himself, not yet! But it was too late. A blast of jism
pulsed through his cock and burst into the teacher's throat. She swallowed
his load and then licked the rest off his cockhead like it was a lollipop.

As Bernie's cock began to shrink a little, some of the stuffing went out of
his spine, as well. He slid down the wall until he was sitting on the floor,
his legs splayed. Miss McIntyre's blow-job had blown his mind, too, and he
was somewhat dazed.

=== === === ===

Alice blinked, coming back to her senses as she watched Liz lick the last bit
of spunk from the boy's cock. She was about to say something when she became
aware of a warm feeling in her crotch. The young woman moved a hand down and
discovered that she was very wet. She shuddered. Aroused by a student? That
was so wrong!

But when Liz squatted in front of Bernie and turned toward her, making a
come-hither gesture, Alice moved toward them.

"That's right, girl, come on," Liz urged. Soaking wet, her black body
glistened and shone, and Alice suddenly wasn't sure whether she was more
turned on by Bernie or by her friend. Her mind awhirl with unfamiliar
emotions, Alice became a bit unsteady on her feet. Liz and Bernie both
reached up and supported her as she got to her knees and squatted on her
haunches.

"This boy has a one hell of a cock, don't you, Bernie?" Liz was teasing,
Alice thought, but Bernie's cock did look bigger than any she'd ever seen.

"It's all right," Liz said, stroking his cheek. "You don't have to watch your
language with us. Not here, Bernie!" She laughed softly.

Alice giggled and reach out to caress his flaccid cock. "That's right,
Bernie. Like I always say in class, just tell me what you think!" Her cheeks
dimpled as she smiled at him.

"Oh, well, your tits -- they're really great. Really!"

"Do you want to touch them?"

"Gosh, could I?"

Alice leaned forward, pressing her breasts toward the young boy. "I want you
to," she said, her voice growing soft. "Ohhh, yes, that's it. Take them both
in your hands. Squeeze them. Oh, yes, and the nipples! Do you -- do you want
to suck on them?"

"Don't pass up a chance like this, boy," she said. "I'm not going to." With
that, Liz joined Bernie in taking one of Alice's soft, full breasts into her
mouth. With practiced skill she suckled the sensitive flesh and instructed
Bernie. Soon Alice was on her back moaning in ecstasy as Liz and Bernie
licked her all over.

Bernie was running his tongue up and down her neck when Liz began to kiss and
nuzzle her way down Alice's smooth stomach and across her fuzzy pubic patch.

Oh my God, Alice thought, not there! She felt Liz's soft, warm hands caress
her inner thighs. Involuntarily, her legs parted. As she looked down, Liz
moved in between her legs, running her hands up and down Alice's thighs.
Inside her head logic battled emotion, but it was a losing battle. Alice felt
her cunt growing hotter and wetter and knew she wanted Liz's tongue inside
her.

And then, it was! Alice's toes curled as she felt the older woman's eager
tongue diving into her snatch. Eagerly she bucked her hips up, trying to
drive the tongue in farther. "More, more," she cried, driven wild with
passion as Liz's tongue tickled her clitoris while Bernie continued to
minister to her sensitive nipples. Hot surges washed over her and she began
to shudder. Her shudders grew stronger and wilder.

"I -- I -- I'm fine!" the young teacher forced out, and then she convulsively
clutched at his arms, pulling his face to hers. Instinctively Bernie pursed
his lips for a kiss. Alice, blinded by lust, forced her tongue between his
lips and soon they were kissing hungrily. And all the while Liz continued her
oral assault on Alice's pussy, pulling the folds apart with her fingers
while she thrust her tongue deep into her friend's musky cavern.

At last Alice's shudders burst into a full orgasm. She broke free of Bernie's
kiss to suck in a huge breath as her every muscle contracted and let go at
once. "Suck me!" she shouted at Liz. "God, yes, do it! Oh, God, I'm
cccuuuummmmiiinnnggg!"

=== === === ===

Bernie pulled back in shock as Miss Johnson began to flail wildly. When at
last her convulsions subsided, the young white woman was spread-eagled on the
floor with Miss McIntyre still lying between her legs.

By now Bernie's cock had returned to its full erection. He became aware of a
desperate need to plunge it into something, for by now he was running solely
on lust.

Miss McIntyre's lush ass drew his interest, the dark brown globes exciting
new passion. Almost without realizing it, Bernie moved in behind her.

Miss McIntyre looked back at him. As she turned, he saw that her face was
slathered with Miss Johnson's pussy juices. The sight, and the steady drizzle
of the showers, seemed to multiply his desire. Miss McIntyre, her eyes
half-lidded, lifted her ass and spread her legs. Wow, Bernie thought, she
really does want it!

Fumbling just a little, he knelt behind her and began poking his rock-hard
cock at the coal-dark folds of her slit.

"Slow down, Bernie," she cooed. "I want that rod in me, but you've got to
take your time. Here, I'll show you." Reaching back, the older woman grasped
his shaft and guided it to her glory hole.

Bernie sighed deeply as the head of his dick parted her pussy lips, revealing
the wet, pink riches within. The feeling was even better than inside her
mouth, he realized, for her hot cunt was tight enough to squeeze his cock all
the way in. And she took him all the way in, too, his rod burying itself to
the hilt in her.

At her instruction, he left it there for a while, bending over her, exploring
every inch of her with his eager hands. While he lay atop her, his hands
massaging the sides of her ebony breasts squashed against the tile floor,
Miss Johnson rose and prowled the room, shutting off the showers.

"It was getting a little chilly," she murmured, but no one heard, for by
then Bernie had begun to drive his cock in synch with the movements of Miss
McIntyre's bouncing butt, shoving it in deep and then pulling it almost all
the way out.

"Fuck me, boy," the guidance counselor urged him. "Bury that rod in my pussy.
That feels perfect, Bernie. Come on, harder! I want to cum like Alice did,
long and hard! Shove that hammer in me!"

Bernie gritted his teeth and put everything he had into the effort, smashing
his cock into the older woman so hard that she slid forward a bit on the
slippery floor with every stroke. Soon she was pushed up against the wall,
holding herself away from it with her hands as the young boy pounded away.

Bernie stared, fascinated, at the way her pussy lips hugged his cock,
squooshing in on the downstrokes and pulling out with him on the returns.

By now Miss McIntyre's secretions had made his dick so slippery that it slid
in and out easily, so easily that on one pull it slipped all the way out. In
his haste to drive it back in, Bernie missed the opening and his cockhead
slid up the cleft, ramming against the small, puckered opening of her
shithole.

"Uh, sorry, Miss McIntyre," he said quickly, starting to pull away. But she
wiggled her ass at him and giggled.

And as she led him on, Bernie used his fingers to spread some of the ample
juices from her pussy around the little hole and slowly, carefully fed his
cock into it. It was a tight fit, and he was afraid of hurting her, so he
stopped with only an inch or two inside.

And so he did, plunging his cock into her ass while Miss McIntyre fingered
her own clit furiously until at last she began to shriek. "FUCK YES! FUCK
YES!"

When the black woman's ass sagged back down to the floor, Bernie pulled out,
unsatisfied. He looked up and caught Miss Johnson's eye, and she smiled at
him.

Needing no other encouragement, Bernie crawled toward her as she swung her
legs away from Miss McIntyre and opened them for him. Quickly he placed the
head of his cock at her slit and entered her, sliding easily into her slick
tunnel.

"Ohh, that's good," Miss Johnson told him, drawing him down to suckle her
ample tits. "Bernie, your cock feels perfect inside me. Slow it down. Nice
and easy. I want to feel you all the way in."

As he drove into her cunt, Miss Johnson settled her legs around his waist,
clutching him to her tightly. Bernie devoured her tits like they were bowls
of ice cream, sucking and nibbling the delicate cherries on top as she
wriggled beneath him.

As they were fucking, Miss McIntyre crawled up behind and pressed her tits
into the boy's sweaty back. To his shock, the older woman also slid a wet
finger into his asshole, but it didn't take long for him to get used to it.
He pounded back and forth between her finger and Miss Johnson's cunt while
the younger woman bucked up at him frantically.

"Fuck me! Faster now! Faster!" Miss Johnson's fingernails raked across his
arms as Bernie slammed his cock into her again and again.

"Yess! Yessss! Oh, GGGODDDD!" This time Miss Johnson's orgasm was even
wilder, tossing Bernie from side to side while Miss McIntyre clung to him.
Then he felt a surging in his own loins. "I'm gonna shoot!" he shouted.